Emergency Order Authorizing Anchor Bank's Acquisition of Community Bank and Trust

Index: OFR 2026 - 231 ·-..,
CKETEO .,
STATE OF FLORIDA
OFFICE OF FINANCIAL REGULATION
( 4/30/20~ j
LEGAL ----.J
In Re: APPLICATION AND PLAN FOR
ANCHOR BANK, PALM BEACH
GARDENS, PALM BEACH COUNTY,
FLORIDA, FOR THE PURCHASE OF
ASSETS AND ASSUMPTION OF
LIABILITIES OF COMMUNITY BANK
AND TRUST - WEST GEORGIA,
LAGRANGE, TROUP COUNTY, GEORGIA
Case No.: 137955
EMERGENCY ORDER AUTHORIZING ANCHOR BANK'S ACQUISITION OF ASSETS AND ASSUMPTION OF LIABILITIES The Office of Financial Regulation ("Office"), pursuant to section 655.4185, Florida Statutes, hereby issues this Emergency Order authorizing Anchor Bank, Palm Beach Gardens, Palm Beach County, Florida ("Anchor"), to acquire assets and assume liabilities of Community Bank and Trust, La Grange, Troupe County, Georgia ("Community B&T"). Based upon information furnished to the Office in Anchor's Application and Plan for the Purchase of Assets and Assumption of Liabilities ("Application"), reports by the Federal Deposit Insurance Corporation ("FDIC"), and other reliable evidence, the following pertinent facts, and conclusions of law are found:

1. Anchor is a Florida state-chartered bank operating under Charter Number 1150, and
   therefore a state financial institution as that term is defined in section 655.005(1)(i), Florida Statutes, and a member of the Federal Reserve System (which performs its regulatory functions through the Board of Governors and the regional Federal Reserve Banks (the "FRB")), with its principal place of business located at 4500 PGA Boulevard, Palm Beach Gardens, Palm Beach County, Florida 33418. As a state member financial institution, Anchor is subject to the regulatory authority and jurisdiction of the Office, the FRB, and the FDIC.

2. Community B&T is a Georgia state-chartered bank and is therefore a state financial
   institution as that term is defined in section 655.005(l)(i), Florida Statutes, with its principal place of business located at 201 Broad Street, Lagrange, Troup County, Georgia 30240. As a Georgia￾state financial institution, Community B&T has deposits insured by the FDIC and is subject to the regulatory authority and jurisdiction of the Georgia Department of Banking and Finance and the FDIC.

3. The State Banking Department of Georgia and the FDIC have determined that
   Community B&T is a failing financial institution and the FDIC, as receiver, has solicited bids from qualified financial institutions interested in acquiring some or all deposits and assets of Community B&T.

4. In April 2026, the FDIC approved Anchor's bid to acquire certain deposits and
   assets of Community B&T. Anchor and the FDIC entered into an Agreement to Purchase Assets and Assume Liabilities which set forth various terms and conditions associated with the transaction and for which Anchor must comply.

5. In order to minimize disruption to customer services and protect the Deposit
   Insurance Fund, the Office must take immediate and emergency action as set forth in this Order. Furthermore, such emergency action, in accordance with sections 655.001, and 655.4185, Florida Statutes, is necessitated to effectively promote the purposes and policies of the Florida Financial Institutions Codes ("Codes") such as, but not limited to, the safe and sound conduct of the business of banks and the maintenance of public confidence in the financial institution system.

6. On April 29, 2026, the Office received Anchor's Application for the acquisition of
   certain deposits and assets of Community B&T in conjunction with the FDIC approved bid application. 2 of6

7. Anchor seeks emergency approval of its Application pursuant to section 655 .4185,
   Florida Statutes, for its acquisition of201 Broad Street, Lagrange, Troupe County, Georgia 30240, including but not limited to, Community B&T's main office at 201 Broad Street, Lagrange, Troup County, Georgia 30240, and any associated deposits and assets attributable thereto. Such acquisition shall constitute a branch of Anchor in Georgia, subject to the non-objection of the State Banking Department of Georgia. In addition, Anchor may acquire additional branch office locations of Community B&T within 90 days of the closing of the initial acquisition under a right to first refusal agreement with the FDIC.

8. Section 655.4185, Florida Statutes, provides for the requested emergency action in
   pertinent part:
   (1) Notwithstanding any other provision of the financial institutions codes or of
   chapter 120, if the office or the appropriate federal regulatory agency, or the
   appropriate home state regulatory agency for an out-of-state state financial institution, finds that immediate action is necessary to prevent the probable failure of one or more financial institutions, which in this subsection may be referred to as a "failing financial entity," aid in the resolution of a receivership, conservatorship, or liquidation of a financial institution; or otherwise protect the depositors of a failing financial institution, the office may issue an emergency order authorizing:
   (a) The merger of such failing institution with an appropriate state financial institution; (b) An appropriate state financial institution to acquire any of the assets or assume any of the liabilities, or any combination thereof, of the failing institution, including all rights, powers, and responsibilities as fiduciary in an instance in which the failing institution is actively engaged in the exercise of trust powers;

9. The FDIC concurs with the determination that Community B&T is a failing
   financial institution and with the proposed action of this order to approve Anchor's Application.

10. The FRB acknowledges that Community B&T is a failing financial institution and
    concurs with the proposed action of this Order to approve Anchor's Application as the acquiring institution. 3 of6

11. In view of the imminent insolvency of Community B&T and the specific finding
    that immediate action is necessary in order to prevent the harms referenced herein, and to further promote the purposes and policies of the Codes, in light of the concurrence of the appropriate federal regulatory agencies, the Office concludes as a matter of law that this emergency order is authorized and is in the public interest. Based upon the foregoing findings of fact and conclusions of law, it is HEREBY ORDERED:
    Anchor's Application and Plan for the Purchase of Assets and Assumption of Liabilities is APPROVED, and Anchor is authorized to acquire certain assets and to assume certain liabilities of Community B&T, subject to satisfaction of the following conditions:
    A. the transaction is in accordance with the Agreement to Purchase Assets and Assume Liabilities to be entered into between Anchor and the FDIC; B. Anchor provides the Office with an executed copy of the Agreement to Purchase Assets and Assume Liabilities entered into between Anchor and the FDIC; and
    C. Anchor provides the Office with a statement showing the totals of the assets
    acquired and assumed liabilities within fifteen (15) days after the close of the transaction. DONE and ORDERED this ~~day of April, 2026, at Tallahassee, Leon County, Florida. 4 of6 Russ Commissioner

NOTICE OF RIGHT TO APPELLATE REVIEW
A PARTY WHO IS ADVERSELY AFFECTED BY THIS FINAL ORDER IS ENTITLED TO JUDICIAL REVIEW PURSUANT TO SECTION 120.68, FLORIDA STATUTES. REVIEW PROCEEDINGS ARE GOVERNED BY THE FLORIDA RULES OF APPELLATE PROCEDURE. SUCH PROCEEDINGS ARE COMMENCED BY FILING THE ORIGINAL NOTICE OF APPEAL WITH THE AGENCY CLERK FOR THE OFFICE OF FINANCIAL REGULATION AS FOLLOWS:
Bv Mail or Email
Agency Clerk
Office of Financial Regulation
P .0. Box 8050
Tallahassee, Florida 32314-8050
Phone: (850) 410-9889
Agency. Clerk@flofr.gov
OR By Hand Delivery
Agency Clerk
Office of Financial Regulation
General Counsel's Office
The Fletcher Building
101 East Gaines Street
Tallahassee, Florida 32399-0379
Phone: (850) 410-9889
A COPY OF THE NOTICE OF APPEAL, ACCOMPANIED BY THE FILING FEES AS REQUIRED BY LAW, MUST ALSO BE FILED WITH THE DISTRICT COURT OF APPEAL, FIRST DISTRICT, 2000 DRAYTON DRIVE, TALLAHASSEE, FLORIDA 32399-0950, OR WITH THE DISTRICT COURT OF APPEAL IN THE APPELLATE DISTRICT WHERE THE PARTY RESIDES. THE NOTICE OF APPEAL MUST BE FILED WITH BOTH THE AGENCY CLERK FOR THE OFFICE OF FINANCIAL REGULATION AND THE DISTRICT COURT OF APPEAL WITHIN 30 DAYS OF THE RENDITION OF THIS ORDER. 5 of6

CERTIFICATE OF SERVICE
I HEREBY CERTIFY that a true copy of the foregoing Emergency Order Authorizing Anchor Bank's Acquisition of Assets and Assumption of Liabilities has been furnished by electronic mail to nhinojosa@anchorbank.com this 3 o-t-day of April, 2026. , · onda32314-8050 Email: Agency.Clerk@flofr.gov Phone: (850) 410-9889 6 of6